One can construct a memory having associative characteristics using optical resonators with an internal gain medium. The device operates on the principle that an optical resonator employing a holographic grating can have user prescribed eigenmodes. Information that is to be recalled is contained in the hologram. Each information entity (e.g. an image of a cat) defines an eigenmode of the resonator. The stored information is accessed by injecting partial information (e.g. an image of the cat's ear) into the resonator. The appropriate eigenmode is selected through a competitive process in a gain medium placed inside the resonator. With a net gain greater than one, the gain amplifies the field belonging to the eigenmode that most resembles the injected field; the other eigenmodes are suppressed via the competition for the gain. One can expect this device to display several intriguing features such as recall transitions and creativity. I will discuss some of the general properties of this class of devices and present the results from a series of experiments with a simple holographic resonator employing photorefractive gain.